Protect your acquisition from hidden IR35 liabilities fast.

Professional due diligence that surfaces disguised employment, quantifies HMRC exposure, and delivers a mitigation plan ready in 10 days - so hidden liabilities don't derail your deal at the last minute.

Built for M&A and on CoComply's classification platform for post–close control.

Request a Sample Report
Full Refund if Deal Collapses
No risk to your due diligence investment
10-day turnaround
Post-close ready

Why IR35 Due Diligence Matters

Hidden worker misclassification risks can distort valuation, delay closings, and trigger HMRC liabilities. Early visibility protects your deal and ensures terms reflect reality.

30-75%

Financial Liability

Relevant to the amount spent on misclassified contractors, per year

12-36 months

Investigation timeline

A disruptive and resource intensive process

20% - 40%

Deal Value Impact

On Contractor Heavy Targets

Built for deal teams

Designed for Corp Dev, PE, Ops, Buyside, Legal, Tax and Advisory firms to deliver a defensible view of misclassification risk - ensuring liabilities are identified and reflected before signing the SPA.

Estimated exposure and mitigation costs

Clear financial impact analysis with cost breakdown

Impact on deal value and future profit

Quantified assessment of deal economics and future earnings

Mitigation actions and costs for pre and post-close

Detailed action plan with cost estimates for each phase

10-day process

From document upload to actionable insights

01

Document analysis

Analyse SoWs, AP data, and current states determination documents to turn documents into structured data.

02

Stakeholder assessments

Interview key stakeholders and conduct digital assessments to gather comprehensive data.

03

Expert review

Professional assessment and documentation with expert oversight and analysis.

04

Exposure & actions

Quantify HMRC exposure and generate a mitigation plan and post-close workflow.

How it works

A professional process that aligns with your due diligence workflow.

1) Ingest & normalise

Secure upload, automated parsing, and entity resolution across contracts, SoWs and AP data.

Document Upload Status

Processing
Statement of Work8 files
AP Data1 file
2) Undertake maturity assessment

Reconcile with data from documentation, conduct stakeholder interviews, and assess current processes.

Document Upload Status

In Review
Control & DirectionMedium
Substitution RightsHigh
Financial RiskLow
3) Quantify & plan

Calculate exposure, and generate mitigation actions and costs for pre and post-close.

Document Upload Status

£2M Risk
High Risk Workers3
Medium Risk Workers12
Mitigation Actions8

Common Deal Scenarios We Surface

Scenario 1 — Misclassification Risks

The target company has weak or questionable classification controls - carrying potential hidden liabilities.

  • Analyse terms of engagement and working practices
  • Evaluate risk posture and liability range
  • Protects against inheriting costly years of misclassification liabilities post-close.

Scenario 2 — IR35 Status Change

The target company is currently out of scope of the off-payroll working rules (OPW), but will fall in scope post-acquisition.

  • Surface financial costs and impact of scope change
  • Estimate mitigation and implementation costs
  • Ensures valuation reflects future compliance costs.

Scenario 3 — Supplier & Contractor Audit

The target company has weak supplier controls and may not have visibility over all contractors, resulting in hidden risk.

  • Shine a light on misclassified contractors and unmanaged suppliers
  • Identify areas of strength and weakness in controls
  • Protects valuation and post-close performance by exposing hidden headcount risks.

White label for advisory firms

Deliver IR35 due diligence as part of your advisory services.

  • Editable reports for your branding
  • Integration with your due diligence pack

Request a sample report

Preview the defensible insights and mitigation plan you'll receive - giving you confidence your deal is priced and structured correctly.

IR35 Due Diligence Report

Professional Assessment & Mitigation Plan

24
pages
£2.1M
Exposure
15
Workers
8
Actions
Executive Summary
£2M exposure
Key findings and exposure overview
Worker Analysis
3 High Risk12 Low Risk
Detailed contractor assessment
Risk Distribution3 High / 12 Low
Turnaround
10 days
Format
PDF + Excel
Post-close
Platform Ready

"CoComply gave us a defensible view of exposure before SPA. The post-close workflows saved weeks."

Head of Corp Dev, FTSE-250 (anonymised)

"Clear evidence trail and structured analysis—exactly what our auditors wanted."

Director, Big-4 Advisory (anonymised)

"Fast, structured and integrated with our vendor data. We moved straight into remediation."

Operating Partner, UK PE (anonymised)
Frequently Asked Questions

Everything you need to know

Common questions about our due diligence process, deliverables, and integration with your deal workflow.

Ready to close with confidence?

Get a defensible report that surfaces risks, quantifies exposure, and protects your deal. Close on the right terms, in 10 days.

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